9352069 Veath The overall goal of this project is to provide authentic "real- world" experiences in the physics curriculum. Creation of an observatory for undergraduate teaching and student research is the mechanism for the implementation of this goal. Specifically the project not only provide authentic experiences in a variety of physics classes, but also institutes new quantitative courses and opportunities for student research and senior portfolios. Pre-service secondary teachers in a new course of laboratory methods, design activities utilizing the new technology for pre-service elementary teachers and non-majors, thereby reducing their "technophobia". Working with professional organizations like the American Association of Variable Star Observers and International Amateur-Professional Photoelectric Photometery, undergraduates engage in observational astronomy program that result in professional presentations of their results. Existing telescopes are upgraded by the addition of electronic digital setting circles and integrated CCD imaging photometers. ***